EXHIBIT 10.91
June 25, 2003
Deutsche Bank AG. New York Branch
00 Xxxx Xxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
Ladies and Gentlemen:
Pursuant to Section 2.03 of the Warehouse Note
Purchase and Security Agreement, dated as of May 1, 2003 (the
"Warehouse Note Purchase and Security Agreement"), among
Nelnet Education Loan Funding, Inc. (the "Borrower"), Xxxxx
Fargo Bank Minnesota, National Association, as trustee, Xxxxx
Fargo Bank Minnesota, National Association, as eligible
lender trustee, XX XXXX Trust, as a conduit lender, Bank of
America, N.A., as a facility agent and an alternate lender,
Gemini Securitization Corp., as a conduit lender, Deutsche
Bank AG, New York Branch, as a facility agent and an alternate
lender, Xxxxxx Capital Corporation, as a conduit lender,
Societe Generale, as a facility agent and an alternate lender,
and Bank of America, N.A., as administrative agent, the
Borrower hereby request that the Deutsche Bank Facility Group
increase its Commitment under the Warehouse Note Purchase and
Security Agreement from $250,000,000 to $350,000,000 effective
on June 26, 2003. Please acknowledge your acceptance, as the
Deutsche Bank Facility Agent on behalf of the Deutsche Bank
Facility Group, of this increase in the Commitment of Deutsche
Bank AG, New York Branch, as Alternate Lender, for the
Deutsche Bank Facility Group by executing and returning this
letter to us. Your execution of this letter shall constitute
the written evidence that the Deutsche Bank Facility Group
has agreed to increase its Commitment pursuant to Section
2.03 of the Warehouse Note Purchase and Security Agreement.
On the effective date of such increase, being June
26, 2003, the Borrower will provide Deutsche Bank AG, New York
Branch, as the Deutsche Bank Facility Agent, with a
replacement Senior Note in the maximum principal amount of
$332,500,000 and a replacement Subordinate Note in the maximum
principal amount of $17,500,000 in exchange for the existing
Senior Note and Subordinate Note issued to the Deutsche Bank
Facility Group.
Capitalized terms used in this letter and not defined
herein shall have the meanings assigned to such terms in the
Warehouse Note Purchase and Security Agreement.
Very truly yours,
NELNET EDUCATION LOAN FUNDING,
INC.
By: /s/ Xxxxx Xxxxxx
--------------------------------
Title: President
ACCEPTED AND AGREED TO:
DEUTSCHE BANK AG, NEW YORK BRANCH,
as Deutsche Bank Facility Agent.
By /s/ XXXXXXX XXXX
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Title: VICE PRESIDENT
By /s/ XXXXX XXXXXXXX
-----------------------------------
Title: MANAGING DIRECTOR
cc: Xxxxx Fargo Bank Minnesota, National Association
0xx xxx Xxxxxxxxx Xxxxxx
Xxxxxxxxxxx, Xxxxxxxxx 00000-0000
Attn: Corporate Trust Department
